An Aunt for All Seasons
by Nelinde A
Summary: When Peter Parker is left an orphan, Aunt May knows her life is going to change forever. Set in an AU where May was born a Parker and Uncle Ben never existed. Based on Spider-Man Homecoming, and some of the Marvel movies that preceeded it.


May Parker was a typical girl who had lots of friends, dressed like a hippie, and loved trying to cook in her free time, though she was never very good at it.

"It's just like chemistry, May!" her friends told her. "Mixing stuff together, monitoring temperatures and measurements—why the heck can't you cook?"

"I don't know!" she would reply. Because science came to her so easily that most of the time her teachers couldn't even keep up with her. Every scientific college in New York, along with a couple of others out of state, offered her a scholarship, and she chose Columbia University.

May was going places.

She had a number of young men interested in pursuing a relationship with her, but she turned all of them away. "Not until I graduate," she said. "I don't want any distractions."

What she really meant was she didn't want a baby, but when her brother Richard had a child, she instantly fell in love with it. She went to the hospital to see her new nephew, and his mother Mary. "Have you named him yet?" she asked, tenderly stroking his little cheek with her finger as she cradled him in her arms.

"No," Mary replied. "We couldn't think of a boy's name that we both liked and didn't belong to somebody we know. I'm officially open to suggestions."

May tilted her head and gazed into the brown eyes that were gazing back at her. "Know anyone named Peter?" she asked.

"Peter?" Richard asked, coming in the room. "He was my third grade history teacher. I hated that guy."

"You hated all your history teachers," Mary said. "I think Peter's a great name."

"I suppose I can bear it," Richard said, winking at his sister. "But only because we need to give them a name before we can take him."

 **. . .**

May was 22 at the time, and had decided to pursue a Masters in Chemical Engineering, to the chagrin of any young men who were waiting for her to hang up her cap and gown. She was at the top of her class, earning awards all over the place; right in the thick of her studies and ambitions, when she received the phone call.

Her brother and his wife had died in a plane crash.

It was a Saturday evening, and May was at a party, but she immediately went home and cried for longer than she thought was possible. It was only after she'd virtually dehydrated herself that she thought of Peter. What was going to happen to him? In fact, where was he now? She was asked to look after him pretty often, but she suddenly realized it had been a while since she'd babysat him. She discovered that he was with friends of his parents, and that they didn't want to be the ones to tell him.

So she had to do it. He was only four years old.

She went to get him the following night. He was happy to see her, of course. He was always happy to see her. She took him out to dinner and then back to her apartment, where she sat him on the bed.

And then she told him.

She wasn't sure how much he'd understand, but he was smarter than she'd figured, as she realized by the tears brimming up in his eyes. He buried his head in her lap and cried until he could cry no more. He stayed silent and unmoving for a long time, with her stroking his head and willing herself not to cry in front of him. She had to be strong, for him.

After a long while he sat up and asked worriedly, "Who's going to take care of me?"

"I am," May said suddenly, before her brain had quite processed what her mouth was saying. "I'll take care of you Peter; you can live with me now."

"But you have school," he whispered.

"Not anymore," she said firmly. "I'm dropping out. First thing tomorrow."

He just looked at her with red eyes and a pale face, sniffling occasionally. May adjusted her position so that she was sitting up against the headboard of the bed. She held out her arms, and Peter scrambled into them. May held him until she looked down and saw that his eyes were closed. She gently slid out from under him and pulled the sheets up over him. He made no movement until she was kissing his forehead, when he murmured, almost inaudibly "I love you, May."

If May had any wavering doubt about actually letting go of the life she'd built for herself, this settled it. She could feel her heart melting inside her, and she knew she was about to break down. "I love you too, Peter," she said, and briskly walked out the door. She closed it behind her and slid down, burying her face in her hands. What was she getting herself into?

 **. . .**

The next morning she woke up on the couch, and that alone was enough to instantly remind her what had taken place over the weekend. She dragged herself up and over to the coffee maker. She dully watched it as she mentally made a list of all the people she had to talk to today.

"Aunt May?" piped a voice. She turned around and couldn't help smiling at the sight of Peter struggling with his pants zipper. "I need help."

"You sure do," she said, walking over and zipping the stubborn jeans. "You're shirt's on backwards, too." As she righted it, she asked teasingly, "And what are you all dressed up for this morning?"

"Preschool," he said casually.

She paused and stared at him for a moment, before quickly recovering and pulling the shirt the rest of the way down. "Preschool. Right. I don't…suppose you know the name of your preschool, do you?"

"It's on my bag," Peter said, holding it up. "I think."

May looked at it and nodded. "Cool, I'm pretty sure I know where that is."

On the drive there, Peter sat quietly, with his bag in his lap, looking out the window. May looked anxiously in her mirror and said. "You doing okay, tough guy? Because you know you can take a day off if you need, and come back tomorrow."

He shook his head and said, "I want to go today."

"Okay." As May walked up with him, she continued to fuss. "But if you need to come home early, have someone call me, okay? Wait, they won't have my number…I'll give them my number. Call me if you want me to come get you, you hear me?"

He just kept nodding, and she almost struggled to keep up with the turns he was making, and the direction he was going. She realized how grateful she should be that he knew exactly what he was doing.

Finally he stopped at an open door, and hugged her knees. "Bye, May," he said, and ran inside to join the others. Suddenly he stopped, turned around, and came back. He looked up into her eyes with a worried look. "You'll come get me, right?" he asked softly. "You won't die like…like Mommy and Daddy?"

She bent down and looked him in the eye. "Nothing on earth will stop me coming back for you," she said solemnly. He smiled, reassured, and ran back inside, past a women who had come to greet May.

"Well hello!" she said. "I'm Mrs. Hall. Are you Peter's sister?"

"His sis—no! I'm not his sister, I'm his aunt. May. Listen," she looked to make sure no one else was listening, and leaned in. "Peter's parents passed away this weekend," she said in a low voice.

Mrs. Hall looked startled. "Oh my, that's…that's dreadful! I'm so sorry for your loss. Poor Peter!"

"Yeah," May said. "He's doing okay, and insisted on coming today, but if you could just kind of refrain from bringing it up with him, or letting him bring it up to anyone else? I'd appreciate it."

"Of course dear, of course." Mrs. Hall said. "We get out at 1:00, by the way."

"Thanks," May said, scribbling her phone number on a piece of paper, and shoving it into Mrs. Hall's hands before leaving.

She went to her school next with a heavy heart, not because of what she had to do, but because she knew there'd be people she was disappointing. She rehearsed what she was going to tell her professors a dozen times in her head, but of course all that flew out the window when she actually told them.

She couldn't find all of them, but she did manage to find most. Some of them were understanding, but others were upset with her.

"You've come so far to just throw in the towel now!" one said. "Think of EVERYTHING you're giving up, May!"

"Why do you have to be the one to take care of the kid?" another demanded. "Isn't there any other family member?"

"No," she replied honestly. "There isn't. The government would probably force him on me anyway."

"Well, there's always child services," the professor reminded her.

"I've made my decision," she said. "I'm not sending that poor orphan to a cruel unloving organization."

"Hippie," one of the students scoffed.

Leaving the friends she'd made in her classmates was even harder, because May knew in her heart that they would be too busy to socialize with someone they didn't study with, and they'd forget her once they graduated. But she just kept telling herself that she always made friends easily, and she could still do that. After she'd said her final goodbye, she drove back to the preschool, even though it was only noon. She wasn't going to be late picking Peter up, no matter what.

And it was worth it to see the relief on his face as he picked her out of the crowd of parents and ran into her arms. "You want ice cream?" she asked, as she hugged him.

"Yeah!"

Midway through their sundaes, May realized that she probably shouldn't feed a kid ice cream before giving him something real. Even she remembered the fakey snacks preschoolers were served.

She saw that she was going to need a book on parenting.

 **. . .**

It took a while for her to adjust. He seemed to settle into living with her within a couple weeks. There were some nights where she heard him crying, and so went in and held him until he fell asleep, but he got over that very quickly. It took her a little longer. She read every book and blog on parenting she could find, but it was just making her head spin. Why wasn't there a proper formula, like in science? Why were there so many variables, and techniques that worked for some and completely failed with others?

She remembered to find him a suit for the funeral, and she cleaned out the lab in her apartment and furnished it into as nice a bedroom as she could afford. She still persisted in cooking, feeling sure that if she kept at it she would become a success. But all that actually happened was sometimes the thing turned out pretty all right and other times it failed spectacularly. She had no problem when it came to gaining legal custody of Peter because, as she'd predicted, the fact that there was no other living family member made things quite simple.

In fairness, she actually did a pretty decent job of being both father and mother to Peter. The only thing he might have complained about, if he didn't love her so much, was that she was very fussy. In the years that followed she always had to know exactly where he was, and though she was very supportive and gave him space to pursue what he wanted, she would get antsy if he was even a minute later then he said he'd be. If he so much as scraped his knee she had to know every circumstance around it, and she gave him a phone the instant she thought he was old enough where she could appropriately do so.

She got a day job as a waitress, which she hated because it meant she couldn't always be there for Peter. So she started a blog on everything she'd learned at college, and it did so well that after a while she was able to quit the waitress job and let the blog be her entire income. Peter was very proud of her for still making a living doing what she loved, even without the Masters.

Her main concerns was that he only had one good friend, a boy named Ned whom he'd met in preschool, and also that both of them had taken up a kind of obsession with a new wonder called Iron Man. They watched the first real superhero they knew of on TV all the time, and when the action figures came out they would spend hours in the store looking at them, until their birthdays rolled around and they could actually own the coveted toys.

When the Stark Expo came about, Peter begged and begged to go, and when May found out Ned's parents were taking him, she let Peter go with them. How was she to know that a bunch of rogue drones would also attend, and nearly kill the only family she had left? She smothered him with hugs when he returned, and didn't let him go despite the fact that he kept protesting he was fine. She didn't know what to do after that. Ground him? But it hadn't exactly been his fault. Forbid him from going again? That was unnecessary; his dream of going had been fulfilled, so he didn't need to go back. She decided there was nothing she could do but warn him to be careful in the future and let him go on with his life. She silently prayed that his admiration of Iron Man was just a phase. And it was. He'd gotten over it by the time he became a teenager, though of course he and his aunt and friend knew all about the Avengers, as they saw them on TV again and again.

 **. . .**

May was glad to see that Peter had begun excelling in robotics and chemistry as well as his parents and herself, and that he even made his own pocket money by building or fixing up computers for people. When he decided to enter a high school of science, she felt that she was going to burst with pride.

And the two still got along very well, clashing a couple of times through the years, but there was only one fight about two months before his fourteenth birthday that they remembered for a long time afterwards.

"You drove a CAR?" May demanded.

"Yeah, but it was just down the street!" Peter protested.

"No, no," May said. "No, I don't _care_ if all you were doing was putting it in reverse. You are nowhere _near_ old enough to drive a car Peter, what the heck were you thinking?!"

"I wanted to try it," Peter said defiantly. "Ned's parents were watching me!"

"And you didn't think to ask me first?" May snapped. "Do I mean nothing to you, Peter Parker? What, suddenly you're a teenager and you can make every decision on your own?"

"Well I didn't need to ask a question I already knew the answer to, did I?" Peter fought back.

"You already knew the answer," May said coldly. "And you did it anyway. What kind of logic is that?"

"It's perfectly logical," Peter said. "I knew I'd be fine, and I knew you wouldn't trust me to be safe. Ned's parents said it would be all right, so I listened to them!"

"If you ever do such a thing again young man—"she started.

"What?" Peter asked. "You'll ground me? Big surprise there, the only time you're happy is when I'm safely locked in my room, like a prisoner! Next time I just won't tell you I did it."

"If I think you're keeping secrets from me, I will forbid you from hanging out with Ned anymore," she said, after momentarily being silenced.

"I'm fine May, look at me, I'm fine and I didn't hit anything!" Peter shouted. "Why do you have to be such a control freak?"

"A control freak?" She repeated. "Is that how you think of me? Not as the aunt who raised you as her own, not as the aunt who quit EVERYTHING for you, no, the aunt who controls every miserable second of your life! Well, I'm sorry, Peter. I'm sorry I ruin your life by trying to look out for you. Maybe you should find someone else to live with who'd be less controlling!"

Peter blinked in surprise, and suddenly May realized what she'd said. The hurt on Peter's face was enough to make her almost soften up, but then he took on a determined look. "Maybe I should," he said, and ran off to his room, slamming the door.

She sat fuming for a while, before going off to her room and listening to loud music and blogging angrily for a while. After calming down she decided to call Ned's parents and ask them why they'd let a couple of 13-year-olds in the driver's seat, when they beat her to it. At least she thought they had. But when she picked up it was Ned's voice.

"May?" he asked. "I'm just letting you know that Peter's here."

"What?" she asked, and suddenly remembered that her music would have disguised a family of bears marching through the apartment. "Why?"

"Says he's living with us now," Ned replied. "I mean, he hasn't asked my parents yet…they think he's just here for a sleepover. He wanted you to know that's what he's doing, though."

"Right," May said. "We'll see how well that goes."

She expected him back by the next morning, but he didn't come. He didn't come the next morning either. It was the fourth morning when she realized it was up to her to go and make up with him.

Ned answered the door. "Are your parents here?" she asked. He shook his head. "Is Peter?" she asked, and he shook his head again. She put on a skeptical look. "Ned."

Ned sighed. "In the bedroom," he said resignedly.

"Will he talk to me?" she asked.

"I think so," Ned admitted. "He hasn't said anything, but he's started packing like he's ready to go back."

"Give us a minute," May said, and walked to the bedroom. She pushed open the door and saw Peter sitting in a chair, like he was waiting for her. He looked down at his lap, playing nervously with his fingers.

May sat down on the bed. "Hey," she said.

"Hey," he whispered.

He didn't say anything else, so she took a breath and said, "Peter, honey, I'm sorry for yelling at you. It's true that I get a little…overprotective of you, but that's only because I'm so scared of screwing your life up. So, it's a little ironic that you think me being overprotective is the very thing that screws your life up," she said, trying to laugh.

Peter lifted only his eyes, but then cast them down again. "I didn't make you give up everything for me," he said in a low voice.

"I know," May said, her voice catching. "Oh Peter, I know. I didn't have to take you in, and maybe I could have even kept going to college and kept you, but no, it was completely my choice to give up everything for you. And I haven't regretted it a day, really I haven't." Tears began slipping down her face that she had no control over. "You're the greatest thing that's ever happened to me Peter, and I don't know what I'd do without you! These past few days have been miserable without you."

Peter looked up in surprise. He'd never seen his aunt cry, ever. It made him suddenly determined never to do anything to hurt her again, because watching her cry was too painful. He immediately moved to sit next to her, and put his arms around her.

"I'm sorry, May!" he said urgently. "I'm sorry for driving that stupid car, I honestly didn't you'd be this upset about it. I knew you'd be a little mad, but I thought you'd just tell me not to do it again and be done! I've hated these past few days too…I just want to go home."

She returned the hug, then took Peter's face in hers. "You sure?" she asked gently. "You sure you don't hate living with a control freak?"

"You're not a control freak," he said. "You're just looking out for me. And honestly, where else would I go? You're the only home I've ever known."

She squinted at him. "You don't remember your parents?" she asked.

He bit his lip and looked down. "I mean, I remember what they looked like," he said quietly. "Sort of. I remember what they sounded like, but I don't…really…remember living with them."

May hugged him again. "They probably would have let you drive the darn car," she said. "They were stupid and reckless that way. It was awesome."

Peter laughed, and smiled up at her, and suddenly May felt all was right with the world again.

 **. . .**

May had known high school would be a dangerous time for her young charge, but if she'd known how dangerous, she probably would have homeschooled him. It really started about sixth months into his freshman year, but she didn't make anything of it then. She knew he came home from school one day with messy hair and a frightened look in his eye, and he kept bumping into and dropping things. But he said he was okay, and he was fine the next day, so she forgot about it.

Then one day Peter stayed home with a cold. Ned came over school and found them both in the kitchen. "Look at this!" he said excitedly. "There's a new superhero on YouTube!"

May and Peter watched Ned's tablet as a colorful blue and red figure swung through the air on what appeared to be spiderweb ropes. "Wow, who is that?" Peter asked.

"He's called the Spider-Man," Ned said. "Isn't that awesome? And this was filmed right in Queens, so we'll probably see him some day!"

"I hope not," May said. "Because that means you're in a car accident or a bank robbery or something."

"Do you think he's an Avenger?" Ned asked eagerly.

"NO," Peter said. "No, I don't think he is. I mean, he doesn't even have an Avengery suit."

The clip ended, and Ned put his tablet down. "Too bad you weren't there today, Peter," he said. "Liz was picking people for her academic team, and she wanted to pick you."

"Who's Liz?" May asked.

"Ned!" Peter said.

"Just the girl Peter's crushing on," Ned said.

"I'm gonna crush you if you don't shut up!" Peter hissed.

"Ooh," May said. "Is she pretty?"

Peter sighed and covered his face with one hand, as Ned nodded vigorously. "Yeah. Easily the prettiest girl in school."

"And on the academic team!" May nodded her approval and pinched Peter's cheek. "Pretty and smart, and wanted you on her team. You've got a winner there!"

Peter looked at Ned and gave him a death glare.

 **. . .**

But May didn't suspect anything was truly going on until the day Tony Stark arrived at her apartment. She only let him in because she guessed Peter would still be excited, even if he'd kind of outgrown that passion, but when he started schmoozing everything about her, she began regretting it. When Peter came home she looked at him in anticipation, and he was certainly surprised. Tony went into his room to talk to him, and when he came out he kissed her hand, casually left his business card on the coffee table, and went out. May crumpled up the card and stuffed it in her pocket before Peter saw it and could get any ideas. But what he said was much worse.

"He's taking me to Germany," Peter said in a voice that seemed to be a little wobbly. "On a retreat."

"A retreat?" she repeated quickly. "What kind of retreat?"

He turned and looked at her. "It's—it's—it's a Stark internship retreat."

"You're going to intern for Tony Stark?" May asked, as if every nightmare she had was suddenly coming true.

He shrugged.

"Right," she said, hoping she wouldn't faint. "Well, I guess we'd better get you a passport then."

"Wh—I can go?" he asked, with an unmistakable light in his eyes.

"Yeah," she sighed and smiled. "I know I don't need to tell you to be careful."

She wanted to be there the minute he got back from his retreat, but she was called in for jury duty, and when she got home he was still at school, so she had to wait for him to come back from that. When he opened the door she ran to him and hugged him tight. He hugged her back, laughing at her, but she didn't mind. When she let him go she suddenly noticed his face. "What happened to your eye?" she asked.

"What?" he asked. "Oh…I got in a fight, that's all."

May sighed. "Yeah, high school'll do that to you. Does it hurt?"

"A little," he admitted.

"Go on to your room; I'll bring you some ice."

He complied, and she got out a towel and began wrapping some ice in it. "So, who was it, who hit you?"

"Just some guy," he called back. May rolled her eyes. Teenage boys, always so laconic!

"What's 'some guy's' name?" she persisted.

"Steve."

"Steve?" she repeated, racking her brain for anyone she knew named that. "From 12-C? With the overbite?"

"No no no, you don't know him, he's from Brooklyn," Peter replied. May brought the ice in his room and sat down on the bed. "Ouch," he moaned, holding his eye.

"Well I hope you got a few good licks in," May said. She wouldn't have admitted it, but stronger than her worry for his safety was her pride that Peter could handle himself in a fight.

"Yeah, I got quite a few in, actually." Peter said, taking the ice. "His friend was huge. Like, huge."

May watched Peter apply the ice to his face. "That's way better," he said. "Thank you."

She smiled. "Okay, tough guy," she said, standing up.

"Love you, May," he called to her retreating back.

 **. . .**

But that was only the beginning. The internship had him staying out after school, and she didn't see him until dinnertime anymore. May told herself not to worry about it, but then he began requesting a new backpack every few weeks.

"What happened to it?" she asked every time, and, without fail, the answer was either, "I lost it," or "It got stolen."

The fifth time he asked for one, May went the following day in the afternoon, knowing Peter would be off doing his internship. She decided to walk to avoid driving the crowded streets for such a short trip, but halfway there she was pulled into an alley and a gun was pointed at her face. She gasped, but not exactly out of fear.

"Hand over the purse!" the masked figure shouted. "Now!"

"Really?" May asked. "I thought your kind only did this at night."

He slapped her so hard that she fell to the ground, tasting blood. He cocked the gun. "PURSE. NOW."

"All right, all right!" May started handing it over to him, when suddenly a stream of spiderweb came out of nowhere and pulled the gun to the ground. Then another stream brought the man to the ground. Spider-man swung in, and applied more webs to him, until he was securely fastened to the ground. Then he turned to May.

"Are you—" he stopped and cleared his throat, speaking in a deep voice. "Are you all right, Ma'am?"

"I'm fine," May said, standing up and taking her purse. "Thank you."

"Good," he said, and proceeded to turn back to the man and pummel him in the face until the robber lost consciousness.

"Well you didn't have to do _that_ ," May said. "He was only trying to take my bag."

"Yes I did, Ma'am," he said. "Yes I did."

Peter came home at dinner and she held a new backpack out to him, but as he reached for it she pulled it back. "You lose this one mister," she said. "And you carry your books to school for the rest of the year."

"You got it," he replied. He peered at her face. "What happened to you?"

"I got mugged," she said.

"You got _mugged_?!" he demanded. "Why didn't you call me?"

"I was fine, Spider-man came and took care of him," she said offhandedly.

"Spider-man, huh?" Peter asked with a grin. "Bet you approve of him now."

"I never disapproved of him," May said. "I just don't want you anywhere near him."

"Did he hit your mugger?" Peter asked.

"Knocked him out," May said. "Wonder if he does that to everyone he catches."

"Good," Peter said. "Saves me the trouble."

"Who's being the overprotective one now?" May asked smugly.

Peter grinned. "Uh oh, I think you're a bad influence. By the way, can you drive Ned and me to a party tonight? It's at Liz's."

 **. . .**

She didn't think she had to worry about him going to the Academic Decathlon in D.C., but she received a phone call the morning of the event that said Peter had left his hotel room the previous night and hadn't been seen since. On the train ride there she heard passengers talking about how an academic team had gotten trapped in a broken elevator while visiting the Washington Monument. May felt she couldn't get there fast enough, but it was dark by the time she finally saw Peter standing by his school bus, apparently safe. He turned when she called his name and hugged her even before she could do so. She pulled back and held his shoulders. "Were you up there?" she asked. "Was it scary?" He nodded and hugged her again. "Yeah," he said softly. "Yeah it was."

 **. . .**

May even turned a blind eye to Peter sneaking out of the house when he thought she didn't notice. That had been going on for more months than she'd been comfortable with already, but that added to everything else was just setting her on edge now. It would only take one more event to make her snap.

And that event came, when a few days later the school called her and said Peter hadn't been seen after about 10:00 that morning. May tried calling Peter, but he didn't pick up. She called again and again, and finally called Ned. She called Ned's parents, and five police stations, and after every one of these calls she called Peter again. And then she saw on the news that a Staten Island Ferryboat had split apart, and Iron Man had saved it from going under at the last second. She was pretty sure her boy wasn't anywhere near that, but it still made her seriously question moving to the other side of the country, far away from all this weird alien and superhero and natural disaster mayhem. That is, if she could ever find Peter. Eventually she gave up, knowing the only thing left for her to do was to sit and trust that he'd come home on his own. She finally heard a knock on the door, and immediately jumped to it. She opened it to reveal her nephew, looking up at her with apologetic eyes.

She glared at him and turned away without a word. "I've been calling your phone all day, but you didn't answer!" she finally said, when he'd come in and closed the door. You can't do that to me!"

"I'm fine, May, I'm okay," he said.

"And there's this Ferry thing, and I called all these police stations, and I called…"

"Honestly, just relax, I'm fine!" he said, as gently as he could while still being urgent.

She stopped and whipped round on him. "I can't take this anymore," she said. "I know you left detention. I know you left the hotel in D.C. I know you sneak out of this house every night, and that's not okay. Peter, you have to tell me what's going on! Just lay it out. It's just me and you."

She didn't notice the tears forming in his eyes until she'd stopped talking. He looked at her for a moment before saying "I lost the Stark internship."

It was a great credit to May that she did not feel triumphant just then. "What?" she asked in disbelief.

"Yeah," he said, looking at her with eyes she hadn't seen so sad since his parents died.

And suddenly she was back to Sympathetic Aunt May. "What happened?" she asked calmly.

"I just thought I could work hard, and he could, you know…" Peter was breaking, and he sat down as if he no longer had the will to stand. "But I screwed it up."

May put one hand on his head, and the other rubbed his back. "It's okay, it's okay," she said soothingly, wishing she could help him more. "It's okay."

Peter closed his eyes and leaned his head into her. "I'm sorry I made you worry," he said meekly.

"You know I'm not trying to ruin your life," May said, thinking back to their fight that was now more than a year ago.

"Yeah, I know," he said feelingly, as if he were thinking the same thing.

May later decided not to press him for further details about the internship, just as she hadn't done for Washington. She kept waiting for him to open up to her, but when she didn't she knew he was hurting badly. She found Stark's crumpled up business card in the corner of her bedroom, and before she could regret it, she called the number.

"Who is this?" was the first question that came.

"May Parker," she said, realizing he probably didn't get many calls he wasn't expecting. "You left me your card?"

"May! Well as I live and breathe, it is great to hear your voice," Stark said. "How you been?"

"Why'd you take away Peter's internship?" she asked.

"Wow, cutting to the chase I see," he said.

"I'm not asking you to give it back," she said. "I just want to know why he lost it. He won't tell me."

"He's a good kid," Stark replied. "I asked him not to give details, but seeing as how the request is coming from such an attractive mouth…"

"Remember we're cutting to the chase here," May said coldly.

"Right. Well, like I said, he's a good kid. And I had high hopes for him. But he sort of went overboard when I was trying to reign him in, and I just decided he's not ready for the kind of stuff I was giving him. I'm sorry, May. I shouldn't have shoved so much responsibility on a high schooler, not even one as intelligent and ambitious as your nephew."

"You can stop with the schmoozing, you don't have anyone to impress anyone anymore," she said.

"I'm not schmoozing," Stark said. "I'm serious. He is remarkable, and it's my fault, not his, that I was too eager to get so much out of him. Can I do anything else for you?"

"No," she said, and struggled with the words for a while before they came out. "Thank you for telling me, Tony."

"You're welcome," he said. "By the way, I may have…hurt him a little. Between you and me, I think he sort of idolizes me."

"Who doesn't?" she asked sarcastically.

"Right…okay…the point is, try not to stress him out. He'll bounce back, but he won't freak out if you won't."

"Not even going to ask why you think you know that," she said. "Good-bye, Mr. Stark."

"Goodbye, Miss Parker," he replied, with a hint of humor in his voice.

She hung up and looked towards Peter's door. She went up to it and listened, but she heard him inside, working on a computer. So he was still here. That was something.

 **. . .**

And he continued to stay there. He didn't sneak out anymore, she didn't receive any more phone calls from the school, and he dutifully stayed in detention. He built Legos with Ned, he helped May paint her bedroom, and he got all his homework done on time. He was doing everything correctly, but even though he would smile at her, she could still see in his eyes that something was missing. He really missed that internship, and May could only pray that something would happen to bring her nephew's purpose back.

She didn't have to wait too long. He burst through the house one day and cried "May! I need your help!" She looked at him in confusion, and he explained, "I'm taking Liz to Homecoming and I have no idea what to do!"

May wanted to kiss that Liz girl for saying "yes" to Peter. Apparently she was a senior, and if she was really as pretty as they said then she must have been very sought after. But she'd chosen Peter, and May couldn't have been prouder of him for working up the guts to ask her after admiring her from afar for so long.

May and Peter thoroughly enjoyed the next couple of days. It was an interesting challenge to find an appropriate corsage, and shop for a suit, and learn how to tie a tie from an online video. May even said she'd show him how to dance, which she never in a million years would have thought he'd agree to, but he did so enthusiastically. It was the most fun they'd had in a long time. May fussed over his suit up until the second they walked out of the door, and then they had to stop right outside because she remembered she needed to take pictures. She drove him to Liz's house as eagerly as if she was going to the dance. "All right," she said, as she pulled up. "It's game day. So what's the plan?"

"Open the door for her," Peter recited obediently. "Tell her she looks nice, but not too much, because that's creepy."

"Don't be creepy," May agreed, shaking her head.

"And when I dance with her, I'll put my hands on her hips," Peter finished.

May beamed as Peter got out of the car. "You got this!" she called.

He turned and said quickly, "Love you!" before running up to the door. May beamed again as she watched him enter the house, then drove away.

 **. . .**

She certainly had thought her troubles were over, but she couldn't have been more wrong when later that night, she heard a knock on her door and opened it to reveal Tony Stark.

"The good news is, I'm giving Peter the internship back!" Stark said, with a big smile that was trying too hard to display joy.

"What?" she asked.

"But don't _you_ tell him that," Stark said quickly. "I'll tell him, when he's ready."

"Wait, so is there bad news, then?" she asked.

"Well…" he rubbed the back of his neck. "I don't want you to freak out, but—"

"Oh my gosh, where is he? What happened? Is he okay?" she demanded.

"He's fine," Tony said. "Or, he will be, because I'm covering his medical bills."

"His _medical bills_?"

"Did I say medical bills? What I meant to say was, I'm just having him checked over. Turns out I was wrong about him, he can handle more than I thought. He just got attacked by the biggest baddie he's ever seen, and he held his own and even saved a good portion of my property from falling into the wrong hands."

"What are you talking about?" she demanded. "Where is he now?"

"Someone's bringing him here," Tony said. "He's fine, May, I promise, he just got a little banged up, and I found him unconscious when I was doing a fly-by over the city. He's nothing short of a hero to me right now, and so I had someone check him over and make sure he's okay. Which he is, though his face might say otherwise."

May stood there for a while and processed everything he'd said; about giving Peter back the internship, and how he was a brave hero, and was coming back to her, safe. Without thinking she grabbed Stark and briefly kissed him. He stepped back with a grin. "Woah," he said.

"Don't get excited, that is never happening again," she warned, holding up a finger. "Because I hope to never see you back here."

"Good thing, anyway," Stark said. "I kinda have a girlfriend."

"That I did not know," she blushed. "What with you hitting on me and all."

"I wasn't hitting on you," he said, walking away. "I was…what's the word you used? Schmoozing."

May felt a pang of guilt. "Thank you, Tony!" she called after him.

Peter was still unconscious when he was carried up, but the doctor accompanying him said once he slept off the exhaustion he would be fine. "He's got a mild concussion," he added. "But just keep an ice pack on his head and that'll go away, too."

And May did. She ran her finger over his cuts and bruises, wondering whether she should ask him about them. But what more would he likely say than what Stark had already told her? She stayed up all night with him, finally falling asleep on the foot of his bed, leaning against the wall. She was awoken by the sound of him coughing. She sat up and turned to him, to see him looking at her. "Aunt May," he croaked.

She was at his side in an instant, pressing him to her chest. He hugged her as tight as he could, occasionally coughing. "I left the dance," he said. "I'm sorry, May. I made you worry, again."

"No," she said. "You made me proud. I heard you were a hero, bringing down some lowlife, and saving some of Tony Stark's stuff." She held him away from her and brushed away the tears that had unwillingly left his eyes. "You don't need me to worry about you anymore."

He smiled, and she lay him back down again, when his eyes instantly shut. "I have to go to school…" he murmured.

"Oh, no, you don't, tough guy," she laughed. "You're staying right here until I can't see a single trace of an injury on your face."

 **. . .**

And she meant it. Only when his face was as healthy as when she'd sent him to the dance did she allow him to set foot back in school. She thought he'd be smart enough to still stay away from danger, at least for a little while, and that she wouldn't have any more surprises. But it was only his second day back when she walked to his room to ask him something when she saw Spider-man in his room. And then Spider-man pulled off his mask…and it was Peter.

May was only silenced for a moment. "WHAT THE F—" she screeched, but was interrupted by Peter whipping around and crying, "Still a kid, Aunt May!"

"I was going to say 'fudge'," she protested. "You dirty mind, you. What the FUDGE Peter! You're Spider-man? You've been Spider-man this WHOLE TIME AND YOU DIDN'T FLIPPING TELL ME?"

"May, I'm going to need you to start taking deep breaths now," Peter said urgently. "Deep breaths, that's it. In…and out."

May stiffly sat down in a chair, like she wasn't aware what she was doing. "You're so grounded," she said. "SO grounded. Your children's CHILDREN will be talking about how grounded you are. You're going to be grounded until you're dead, and then they'll have to bury you here because you're STILL going to be grounded."

"Literally," Peter smirked.

"Oh, you think this is funny?" May asked. "You know what, it all makes sense now. The Stark internship, the sneaking away all the time, the disappearance on both the day the Washington Monument nearly exploded and the day the Ferry split! You were there. Both times. Being an Avenger!"

"I'm not an Avenger," he said. "I mean, it was offered to me, but I said no."

"A superhero then," she snapped, before processing what he said. "Wait, you said no?"

"Yeah," he nodded. "Yesterday Mr. Stark took me to where they all live now, and he said I could join them. I turned him down."

"Why?" May asked.

"Why do you think?" Peter asked. "I haven't finished high school, I hadn't asked you, and taking on my first villain nearly got me killed. I'm not ready."

May stared at him for a while, and he squirmed a little under her gaze. "Well congratulations," she said. "You just said the one thing that gets you a little bit out of trouble."

"So I'm not grounded?" he asked hopefully.

"You are," she said. "I'll just let you off the hook after you die."

Peter smiled. "It's not so bad," he said. "Really. I've mostly just been a 'Friendly Neighborhood Spider-man,' doing not so dangerous stuff. Mr. Stark wouldn't let me. It's just that my first time stopping a bank robbery happened to lead to professional weapons builders."

"I can't believe this," she said. "The more I sit here, the more things I realize. You've been on TV more times than the latest car commercial, you were the one who saved me from being robbed, and you have been out, courting danger every day for…how long has this been going on, exactly?"

Peter crossed his arms nervously. "About a year?"

"A year," she said coldly. "And what was it that suddenly made you take it into your head to become a Friendly Neighborhood Spiderman?"

"I didn't," he said. "Honestly. I got bit by a…a spider."

"So?"

"So it was kind of a…special spider that gave me…certain powers."

She stared at him. "You have powers, now?"

He nodded.

She stared at him again, and suddenly there was hurt in her eyes. "Why didn't you tell me any of this when it first happened?" she asked.

"Because I didn't want to freak you out!" Peter said. "I mean, it was freaking me out, and…"

"That's exactly why you should have come to me!" she said. "It's my job to do the freaking out so you don't have to!"

Peter sighed. "I know," he said. "I just was really, really afraid of scaring you unnecessarily. I didn't think it would turn into anything. And then I just sorta…fell into saving people, and I threw together a costume so that no one would know it was me, and then Mr. Stark found me and gave me a real suit and took me on a mission."

"When did…" May stopped. "The retreat in Germany?" she asked.

Peter nodded.

May sighed. "Wow," she said. "That's a lot to process."

"You're telling me," he said. "I had no idea what was happening to me the day I was bitten." May's forehead puckered into a worried frown, and he quickly added, "But I mean…it didn't take long to figure out. And it didn't hurt or anything." She was silent for a long time, and he finally ventured, "So…what are you going to do?"

She shrugged. "Well, what _can_ I do?" she asked. "You have these powers now, and no amount of grounding is going to take them away. And the Avengers are trying to recruit you, and you're probably on the villains' radar now anyway, so…" she looked at him and gave a little worried smile. "I guess I have to let you keep doing what you're doing."

His face lit up. "Really?" he asked.

"Yeah," she said. "I'm just going to have to get used to the fact that my nephew's a superhero now."

He grinned and hugged her tight. "Thank you," he said. "Thank you thank you thank you."

"Of course you're still getting some sort of grounding," she said. "One week for lying to me. One week for making me have to deal with Tony Stark. One week for nearly dying in whatever it was you were doing. And…one more week for stuff I'll probably think of later. That's roughly a month…I think that's good."

He shrugged and nodded. "Yeah, that's fair."

"Good," she said. "Now, you'll get another week if you don't show me those powers right now."

He grinned again. "You got it, May!"

 **THE END**


End file.
